KalVista CMO RSU Settlement and Sell-to-Cover Transaction Disclosed

Rhea-AI Filing Summary

KalVista Pharmaceuticals insider filing: Chief Medical Officer Audhya Paul K. received 5,000 restricted stock units (RSUs) that vested and settled on 08/22/2025 and represent rights to 5,000 shares. Following that settlement the reporting person beneficially owned 124,841 shares. A subsequent sale of 2,336 shares occurred on 08/25/2025 at a price of $13.42 per share to satisfy tax withholding for the RSU vesting, leaving 122,505 shares beneficially owned. The RSUs vest quarterly at 1/16th of the total and the report shows 55,000 underlying RSUs in total.

Positive

• Transparent disclosure of RSU settlement and sell-to-cover transaction including quantities and price
• Majority retention remains after the tax sale: 122,505 shares beneficially owned
• Clear vesting schedule disclosed: 1/16th of total RSUs vest quarterly

Negative

• Insider sale of 2,336 shares occurred (though disclosed as sell-to-cover for taxes)
• Potential dilution implicit from 55,000 total RSUs outstanding

Insights

Financial Analyst

TL;DR Insider received and settled RSUs and executed a routine sell-to-cover for taxes; no material change to control.

The Form 4 documents receipt of 5,000 RSUs settled for 5,000 shares and a subsequent tax-driven sale of 2,336 shares at $13.42. The sale is explicitly a sell-to-cover to satisfy withholding and is not presented as a discretionary disposition. Beneficial ownership remains sizable at 122,505 shares after transactions. For investors this is a routine insider liquidity event tied to compensation rather than a signal of material strategic change.

Corporate Governance Expert

TL;DR Transaction aligns with typical equity-compensation practices and includes clear vesting and tax-withholding disclosure.

The filing discloses standard RSU settlement mechanics: each RSU converts to one share at no consideration, a quarterly vesting cadence of 1/16th, and that the sale on 08/25/2025 was to meet tax withholding. The Form 4 is complete in identifying the nature of the transaction and the reporting person’s role as Chief Medical Officer. No governance concerns are evident from the disclosed items.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Audhya Paul K.

(Last) (First) (Middle)

C/O KALVISTA PHARMACEUTICALS, INC.

55 CAMBRIDGE PARKWAY, SUITE 901E

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KalVista Pharmaceuticals, Inc. [ KALV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF MEDICAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/22/2025		M		5,000	A	(1)	124,841	D
Common Stock	08/25/2025		S(2)		2,336	D	$13.42	122,505	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	08/22/2025		M			5,000	(3)	(3)	Common Stock	5,000	$0	55,000	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.

2. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

3. 1/16th of the total number of shares underlying the RSUs shall vest on each quarterly anniversary of the Vesting Commencement Date thereafter, for so long as grantee's Service (as defined in the Plan) does not terminate.

	/s/ Benjamin L. Palleiko, Attorney-in-Fact	08/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Audhya Paul K. report on the Form 4 for KALV?

The Form 4 reports settlement of 5,000 RSUs into 5,000 shares on 08/22/2025 and a sale of 2,336 shares on 08/25/2025 at $13.42 per share to cover taxes.

Why were 2,336 shares sold by the reporting person?

The sale was a sell-to-cover transaction to satisfy tax withholding obligations related to RSU vesting, not a discretionary sale.

How many shares does the reporting person own after these transactions?

After the reported transactions the reporting person beneficially owned 122,505 shares.

What is the vesting schedule for the RSUs disclosed in the filing?

The RSUs vest at 1/16th of the total number of shares underlying the RSUs on each quarterly anniversary of the vesting commencement date, subject to continued service.

How many RSUs are shown as underlying in the filing?

The filing shows 55,000 shares underlying the restricted stock units.